UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) July 25, 2008
PEABODY ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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1-16463
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13-4004153 |
(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
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701 Market Street, St. Louis, Missouri
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63101-1826 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code (314) 342-3400
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 1.01. Entry Into a Material Definitive Agreement.
On July 25, 2008, Peabody Energy Corporation (the Company) entered into an indemnification
agreement with Michael C. Crews (the Agreement), which is identical to those agreements with all
other directors and certain senior executive officers of the Company. Mr. Crews was named
Executive Vice President and Chief Financial Officer on June 19, 2008, and the Agreement is dated
as of and is effective as of that date.
Pursuant to the Agreement, to the fullest extent permitted by Delaware law, the Company will
indemnify Mr. Crews against any action, suit or proceeding by reason of the fact that he is or was
or has agreed to serve as a director, officer, employee or agent of the Company, or to serve at the
request of the Company as a director, officer, employee or agent of another entity, including any
action alleged to have been taken or omitted in such capacity. The indemnification extends to any
threatened, pending or completed action, whether civil, criminal, administrative or investigative,
and covers expenses (including attorneys fees), judgments, fines and amounts paid in settlement
actually and reasonably incurred. The indemnification is subject to various terms and conditions,
and will only be provided if he acted in good faith and in a manner he reasonably believed to be in
or not opposed to the best interests of the Company, and, with respect to any criminal action, suit
or proceeding, had no reasonable cause to believe his conduct was unlawful. Subject to various
terms and conditions, the Agreement also provides for advancement of expenses, including attorneys
fees, incurred in defending any action, suit or proceeding, as well as contribution in
circumstances in which indemnification is held by a court to be unavailable. The foregoing
description is only a summary of certain provisions of the Agreement, and is qualified in its
entirety by reference to the Agreement itself, which is filed as Exhibit 10.1 hereto and which is
incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. |
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Description of Exhibit |
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10.1
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Indemnification Agreement dated as of June 19, 2008 by and
between Peabody Energy Corporation and Michael C. Crews. |
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